Appeal Ruling: Appeals court upheld dismissal for Administradora

On December 5, 2024, the First Civil and Commercial Appeals Chamber confirmed the rejection of a damages claim filed by Administradora de Restaurantes, S.A. (formerly Compañía Importadora La Perla, S.A.) against Lisa, S.A. The underlying lawsuit alleged that Lisa should compensate the plaintiff for alleged harm caused prior to being excluded as a shareholder. The lower court had previously ruled that such a claim was premature because the exclusion was still under legal dispute, meaning Lisa could not yet be held liable for any damages.

The Appeals Chamber agreed, concluding that Lisa’s exclusion was not yet final and thus the company could not be held responsible under Article 228 of the Commercial Code. Since the appeal failed to demonstrate any legal error or procedural violation, the Chamber dismissed the appeal in its entirety and ordered the appellant to pay legal costs. This ruling reaffirms Lisa, S.A.’s procedural and substantive defense against what the courts deemed an unripe damages claim.